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In 1941 Los Angeles, against a seamy backdrop of police corruption, cheap hotel rooms, illegal gambling and jewel trafficking, private detective Philip Marlowe is holed up in a hotel room and growing more weary by the hour. As he explains to his police lieutenant friend Nulty: "I've got a hat, a coat and a gun; that's it."

Marlowe has been hired by a huge and surly ex-convict, Moose Malloy, to find his old girlfriend Velma, whom he hasn't seen in seven years. At the same time, Marlowe is investigating the murder of a client named Marriott who was a victim of blackmail and a stolen necklace made of jade.

While encountering connections to both cases, Marlowe develops an attraction to the married and seductive Helen Grayle. As the body count mounts, Marlowe survives attempts on his life, which include being drugged and held captive by a psychotic brothel madam named Amthor and her thugs. The action comes to a head with a shootout on a gambling boat off the L.A. coast.

Sir Lew Grade had previously invested in Kastner's film Dogpound Shuffle. The producer approached him to invest in Farewell My Lovely and Grade agreed, knowing the movie could be easily be pre-sold to TV. Grade later financed The Big Sleep.[4]

According to Robert Mitchum, Kastner originally wanted the role of Philip Marlowe to be played by Richard Burton, with whom Kastner had worked a number of times. However Burton was busy so they approached Mitchum. The star later recalled:

The producer, Elliott Kastner, comes by with Sir Lew Grade, the British tycoon. He has a black suit, a black tie, a white shirt and a whiter face. 'I know nothing about motion pictures,' Sir Lew says. 'What I know is entertainment: Ferris wheels, pony rides.' I suggested we buy up the rights to Murder, My Sweet with Dick Powell, re-release it and go to the beach. But, no, they hired a director, Dick Richards, so nervous he can't hold his legs still. They have all the hide rubbed off them, He started doing TV commercials. He was accustomed to, you know, start the camera, expose 120 feet of film and tell somebody to move the beer bottle half an inch clockwise. He does the same thing with people.[5]

Mitchum reprised the role of Philip Marlowe three years later in The Big Sleep, although that film was set in the present day and in England, rather than shot as a period piece in the detective's customary setting of Los Angeles.

Marlowe's client, Moose Malloy, is played by Jack O'Halloran, a former professional prizefighter. Mitchum called O'Halloran "one great find on this picture. At least, he's a find if we can ever find him again... They hired him for $500 a week. He looked perfect for the part. One time he hit the producer. One of the producers. We had seven of them. We called them the Magnificent Seven. Jack was swinging this poor bastard around his head like an Indian war club. I tried to explain to him: 'The guy can be talked to, Jack.' He shakes his head. 'Mitch,' he says, 'I was crying too hard.'"[5]

Mitchum says Charlotte Rampling "arrived with an odd entourage, two husbands or something. Or they were friends and she married one of them and he grew a mustache and butched up. She kept exercising her mouth like she was trying to swallow her ear. I played her on the right side because she had two great big blackheads on her left ear, and I was afraid they'd spring out and lodge on my lip."[5]

Sylvester Stallone, in an early role prior to Rocky, has a brief role as an employee of the brothel's sadistic madam (played by Kate Murtagh).

Joe Spinell, who played Willi Cicci in The Godfather and Stallone's boss in Rocky, is featured as Nicky, a hired thug for Frances Amthor. Spinell was in poor health but it was his friend Robert Mitchum, who made sure that Spinell's scenes were filmed first so that he could get to the doctors if required.

Mitchum later admitted "This kid Richards, the director, he's got something. It'll be a good picture."[5]

Critic Roger Ebert gave the film four out of four stars and wrote, "These opening shots are so evocative of Raymond Chandler's immortal Marlowe, archtypical [sic] private eye, haunting the underbelly of Los Angeles, that if we're Chandler fans we hold our breath. Is the ambience going to be maintained, or will this be another campy rip-off? Half an hour into the movie, we relax. Farewell, My Lovely never steps wrong...in the genre itself there hasn't been anything this good since Hollywood was doing Philip Marlowe the first time around. One reason is that Dick Richards, the director, takes his material and character absolutely seriously. He is not uneasy with it, as Robert Altman was when he had Elliott Gould flirt with seriousness in The Long Goodbye. Richards doesn't hedge his bet."[6]

Gene Siskel gave the film three stars out of four and wrote that "if a remake of 'Farewell, My Lovely' isn't something fresh—and following on the heels of 'Chinatown' doesn't make it any fresher—at least the casting of Mitchum as Marlowe was inspired. Mitchum, the actor who makes nodding off seem glamorous, plays Marlowe with a delicious ease. He sounds just like Marlowe should sound."[7]

A review in Variety was more critical, calling it "a lethargic, vaguely campy tribute to Hollywood's private eye mellers of the 1940s and to writer Raymond Chandler, whose Philip Marlowe character has inspired a number of features. Despite an impressive production and some firstrate performances, this third version fails to generate much suspense or excitement."[8]

Richard Eder of The New York Times described the film as "a handsome mediocrity" with an ending that "may produce some confusion," though he praised "the high quality of a lot of the acting."[9]

Charles Champlin of the Los Angeles Times wrote that the score by David Shire and the casting of Mitchum as Marlowe both seemed "exactly right," but criticized the voice-over narrative, finding that "the effect undercuts the visual splendors and reveals the plot complications at their most preposterous. Too bad, because it breaks the fine mood Richards & Company establish and makes 'Farewell, My Lovely' an interesting but mixed blessing instead of the unmitigated triumph it almost was."[10]

Film critic Dennis Schwartz believes that actor Robert Mitchum was well-cast and wrote, "The film's success lies in Mitchum's hard-boiled portrayal of Marlowe, its twisty plot and the moody atmosphere it creates through John A. Alonzo's photography. Los Angeles looms as a nighttime playground for hoods, beautiful women and suckers ready to be taken by all the glitzy signs leading them astray."[11]